River Road Realty Corp Sample Contracts

River Road Realty Corp – [__]% First Mortgage Note due 200[_] (July 1st, 1998)

EXHIBIT 4.2 [FORM OF FACE OF EXCHANGE NOTE] [Depository Legend, if applicable] No. Principal Amount $[____________] CUSIP NO. _____________ BAYOU STEEL CORPORATION [__]% First Mortgage Note due 200[_] Bayou Steel Corporation, a Delaware corporation promises to pay to [___________], or registered assigns, the principal sum of [__________________] Dollars on [________], 200[_]. Interest Payment Dates: [______________]. Record Dates: [______________]. Additional provisions of this Security are set forth on the other side of this Security. Dated: BAYOU STEEL CORPORATION By:

River Road Realty Corp – EXCHANGE AND REGISTRATION RIGHTS AGREEMENT (July 1st, 1998)

EXHIBIT 10.1 BAYOU STEEL CORPORATION $110,000,000 9 1/2% First Mortgage Notes due 2008 EXCHANGE AND REGISTRATION RIGHTS AGREEMENT ------------------------------------------ May 22, 1998 Chase Securities Inc. BT Alex. Brown Incorporated PaineWebber Incorporated c/o Chase Securities Inc. 270 Park Avenue, 4th floor New York, New York 10017 Ladies and Gentlemen: Bayou Steel Corporation, a Delaware corporation (the "Company"), proposes to issue and sell to Chase Securities Inc. ("CSI"), BT Alex. Brown Incorporated and PaineWebber Incorporated (collectively, the "Initial Purchasers"), upon the terms and subject to the conditions set forth in a purchase agreement dated May 19, 1998 (the "Purchase Agreement"), $110,000,000 aggregate

River Road Realty Corp – AMENDED AND RESTATED CREDIT AGREEMENT (July 1st, 1998)

EXHIBIT 10.2 ================================================================================ AMENDED AND RESTATED CREDIT AGREEMENT Among BAYOU STEEL CORPORATION The Lenders Named Herein And THE CHASE MANHATTAN BANK, as Administrative Agent Dated as of May 22, 1998 ================================================================================ TABLE OF CONTENTS Page ----